- Brookfield Infrastructure is pleased to announce that it has taken up and paid for an additional 18,369,800 common shares of Inter Pipeline Ltd. (“Inter Pipeline”) tendered to its take-over bid dated
February 22, 2021 (as amended, the “Offer”), bringing Brookfield Infrastructure’s ownership of Inter Pipeline’s common shares to 73.0% - Brookfield Infrastructure’s mandatory extension to theOffer will remain open until
September 3, 2021 at5:00 p.m. (Mountain Time) - Brookfield Infrastructure and Inter Pipeline recommend that remaining Inter Pipeline shareholders tender to the Offer to ensure timely receipt of their chosen form of consideration. Inter Pipeline shareholders who have already tendered do not need to take any further action
- Questions or Need Assistance? Contact
Laurel Hill Advisory Group at 1-877-452-7184 or email [email protected]
BROOKFIELD, NEWS,
Results of Tender
On
Based on the elections made by Inter Pipeline shareholders who tendered to the Offer after the
Subsequent Acquisition Transaction
With a controlling interest greater than 66 2/3% of the common shares of Inter Pipeline, Brookfield Infrastructure intends to pursue a privatization transaction to acquire any Inter Pipeline shares that are not tendered prior to the expiry of the mandatory extension of the Offer. Brookfield Infrastructure and Inter Pipeline are in discussions regarding a possible Subsequent Acquisition Transaction (as defined in the Offer) and intend to announce details of such a transaction at a later date.
Completion of any such transaction is expected approximately 60 days from the expiry of the Offer. Given Brookfield Infrastructure’s controlling interest in Inter Pipeline, Inter Pipeline shareholders are encouraged to tender to the Offer to expedite receipt of their chosen consideration.
Following completion of any Subsequent Acquisition Transaction, Brookfield Infrastructure will seek to delist the Inter Pipeline common shares from trading on the
Offer Tender Instructions
Shareholders may elect up to 100% cash consideration, totalling
Beneficial Inter Pipeline Shareholders (Inter Pipeline shares are held through a broker or other intermediary)
- Contact your intermediary and provide them with your tender instructions. As intermediaries may have an earlier deadline to receive your instructions, Inter Pipeline shareholders are encouraged to take-action well in advance of the
September 3 rd expiry
Registered Inter Pipeline Shareholders(Inter Pipeline shares are held directly and not through an intermediary)
- Complete the applicable Letter of Transmittal or Supplemental Letter of Transmittal and return it to
Laurel Hill Advisory Group at [email protected] or the coordinates listed in the Sixth Notice of Extension
Further Information for Inter Pipeline Shareholders
Inter Pipeline shareholders are encouraged to read the full details of the Offer set forth in the original Offer to Purchase and Circular dated
Inter Pipeline shareholders who have questions or require assistance in depositing common shares of Inter Pipeline to the Offer should contact the Information Agent and Depositary,
Copies of the Offer and Circular, the First Notice of Variation, the Second Notice of Variation, the Third Notice of Variation, the Fourth Notice of Variation, the Fifth Notice of Variation and the Sixth Notice of Extension, are available without charge on request from the Information Agent and are available at www.ipl-offer.com or on SEDAR at www.sedar.com.
Brookfield Infrastructure is a leading global infrastructure company that owns and operates high-quality, long-life assets in the utilities, transport, midstream and data sectors across
No Offer or Solicitation
This news release is for informational purposes only and does not constitute an offer to buy or sell, or a solicitation of an offer to sell or buy, any securities. The offer to acquire Inter Pipeline shares and to issue securities of Brookfield Infrastructure Corporation will be made solely by, and subject to the terms and conditions set out in the formal offer to purchase and bid circular and accompanying letter of transmittal and notice of guaranteed delivery.
NOTICE TO
Brookfield Infrastructure made the offer and sale of the BIPC Shares in the Offer subject to a registration statement of BIPC and BIP covering such offer and sale which was filed with the
Any potential Subsequent Acquisition Transaction (as defined in the Offer) to be completed by Brookfield Infrastructure is expected to be made in
BIPC is a foreign private issuer and Brookfield Infrastructure is permitted to prepare the offer to purchase and takeover bid circular and related documents in accordance with Canadian disclosure requirements, which are different from those of
Shareholders of Inter Pipeline should be aware that owning BIPC Shares may subject them to tax consequences both in
An Inter Pipeline shareholder’s ability to enforce civil liabilities under
Inter Pipeline shareholders should be aware that, during the period of the Offer, Brookfield Infrastructure or its affiliates, directly or indirectly, may bid for or make purchases of the securities to be distributed or to be exchanged, or certain related securities, as permitted by applicable laws or regulations of
Cautionary Statement Regarding Forward-looking Statements
This news release may contain forward-looking information within the meaning of Canadian provincial securities laws and “forward-looking statements” within the meaning of Section 27A of the
Although Brookfield Infrastructure believes that these forward-looking statements and information are based upon reasonable assumptions and expectations, the reader should not place undue reliance on them, or any other forward-looking statements or information in this news release. The actual outcome of future events could differ from the forward-looking statements and information herein, which are subject to a number of known and unknown risks and uncertainties. Factors that could cause actual events to differ materially from those contemplated or implied by the statements in this news release include the ability to obtain regulatory approvals (including approval of the TSX and the NYSE) and meet other closing conditions to any possible transaction, the ability to realize financial, operational and other benefits from the proposed transaction, general economic conditions in the jurisdictions in which we operate and elsewhere which may impact the markets for our products and services, the impact of market conditions on our businesses, the fact that success of Brookfield Infrastructure is dependent on market demand for an infrastructure company, which is unknown, the availability of equity and debt financing for Brookfield Infrastructure, the ability to effectively complete transactions in the competitive infrastructure space and to integrate acquisitions into existing operations, changes in technology which have the potential to disrupt the business and industries in which we invest, the market conditions of key commodities, the price, supply or demand for which can have a significant impact upon the financial and operating performance of our business and other risks and factors described in other documents filed by Brookfield Infrastructure with the securities regulators in
For more information, please contact:
| Media: | Investors: | |
| Claire Holland | ||
| Senior Vice President, Communications | Manager, Investor Relations | |
| Tel: (416) 369-8236 | Tel: (416) 956-5183 | |
| Email: [email protected] | Email: [email protected] | |
| Shareholder Questions / Tendering Assistance | ||
| North American Toll-Free: 1-877-452-7184 (+1-416-304-0211 outside |
||
| Email: [email protected] |
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